Agreement structure within KUE regarding dissolution and distribution of assets.
General Partner's undertaking will be deemed satisfied... if the tax exempt U.S. Partners are given the opportunity...
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This document is a page from a legal agreement detailing the dissolution and liquidation process for an entity named KUE. It outlines the triggers for dissolution (agreement of General/Limited Partners, sale of assets, or law) and specifies that the General Partner is responsible for winding up affairs, paying creditors, and distributing net proceeds to Partners. It explicitly states that property will not be distributed in kind unless agreed to by the General Partner.
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This document appears to be page 56 of a confidential Offering Memorandum or Private Placement Memorandum for an investment fund found in the House Oversight Committee's files. It details legal and tax considerations for three specific types of investors: ERISA plans (retirement funds), U.S. tax-exempt investors, and non-U.S. investors. The text outlines the General Partner's obligations to manage the fund in a way that minimizes adverse tax consequences, such as Unrelated Business Taxable Income (UBTI) or creating a taxable trade presence in the United States.
Entities connected to both General Partner and A group of limited partners
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